Category: Slovenia

Efficient energy consumption, reducing CO2 emissions, and energy from renewable sources have been in the spotlight of the European Union for a while now. Although the Republic of Slovenia has not attained the goals envisaged by the EU by 2020 – i.e., a 20% share of energy produced from renewable sources (i.e., 20% increase in energy efficiency and 20% reduction in CO2 emissions) – it remains above the EU average in that regard. Renewable energy sources amount to less than 3% of the overall energy produced in Slovenia, with the rest acquired through nuclear power (40%), fossil fuels (33%), and hydro energy (25%), allowing for substantial growth of the former in the future.

Still, without significant investments into renewable energy sources, Slovenia will not be able to attain the EU-envisaged results of 32% energy produced from renewable sources by year 2030 either. In February 2020, Slovenia adopted a new strategic plan, setting forth national development and energy efficiency plans (NEPN), until the year 2030. According to the NEPN, the pertaining goals predominantly emphasize lowering CO2 emissions. As per NEPN, the production of energy from nuclear sources is to remain unchanged until 2030, and the plans to construct a new nuclear power plant will only be addressed in 2027. After the (impending) completion of an ambitious decade-long project to construct five hydro power plants on the lower Sava river, NEPN does not envisage the imminent construction of new hydroelectric power plants either.

To achieve the envisaged efficiency, NEPN therefore relies on reducing fossil fuels usage by up to 36% by 2030 (compared to 2005), to be achieved by increasing investments into those renewable energy sources which are currently sparsely used, such as solar, windmill, and waste co-incineration plants, resulting in renewable energy sources amounting to 27% of final electricity consumption by the year 2030, thereby almost achieving the pertaining EU goals.

Trends and Investment Plans

The NEPN-set goals, substantiated through the local Energy Act, are thus to be achieved through a two-fold process, namely (i) increasing investments into renewable energy sources; and (ii) reducing CO2 emissions, as briefly outlined below.

First, investments into renewable energy sources such as windmill plants and solar plants are to be expected in the next decade, in spite of some past environmental issues related to the former, and economic issues related to the latter in light of subsidies being cut-down. It is also worth noting that construction of all objects connected to the public energy grid that exceed 1MW power output are subject to an Energy Permit evidencing that strict safety, regulatory, and compliance standards set forth by the EU and Slovenia are met, which has often proved to be a stumbling block for investors, with certain legislative amendments expected to mitigate such issues. Subject to positive public feedback, investment into a new nuclear power plant can also be expected in the next decade.

Reduction of Emissions

Goals concerning energy efficiency cannot be attained without simultaneous emission reductions. In order to achieve the reductions envisaged by NEPN, the Slovenian Eco Fund was established. The Eco Fund promotes the reduction of emissions by drafting and implementing the programs for improving energy efficiency, such as: (i) energy consumption efficiency; and (ii) transition from fossil energy sources to electricity.

As an EU Member State, Slovenia is obliged to reduce energy consumption by 1% each year. In order to ensure this increase in energy efficiency, the Energy Act prescribes, among other things, that suppliers of electric and heat energy are obliged to ensure that the final customers save energy. In order for suppliers to attain such savings, investment in energy-efficient projects is required, or monetary contributions made to the Eco Fund.

In order to promote the transition from fossil fuels and further increase energy efficiency, the Eco Fund provides various financial incentives, such as loans and grants for households, private undertakings, and the public sector. The most popular incentives among households include subsidies for the purchase of electric/hybrid vehicles and subsidies for efficient home heating (e.g,. insulation, heat pumps, etc.). Private undertakings can apply for competitive financing (loans), while the public sector can benefit from grants.

Conclusion

Slovenia has set forth challenging goals for energy efficiency in the upcoming decade, which can only be attained by simultaneous investments into renewable energy sources and further emissions reductions. Consequently, suppliers are obliged to ensure savings for consumers or invest into energy efficient projects, and/or provide monetary contributions to the Eco Fund, with the latter distributing financial incentives accordingly.

By Tine Misic, Partner, and Hrvoje Smicibrada, Senior Associate, ODI Law

This Article was originally published in Issue 7.6 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

ODI Law has advised Hranilnica Lon on a new issuance of shares.

Hranilnica Lon is a savings bank in Slovenia with more than 190 shareholders. The share issuance is one of the first transactions in Slovenia based on a newly adopted exemption under the Prospectus Regulation and Slovenian Market in Financial Instruments Act.

After a change of the management board last year the bank is currently in the process of reorganizing its business.

The ODI team was led by Partners Uros Ilic and Suzana Boncina Jamsek.

On 30 May 2020, the third Anti-COVID-19 legislative package was published in the Official Gazette of the Republic of Slovenia, introducing, among other measures, a screening instrument for foreign investments. This is a novelty in the Slovenian regulatory landscape.

The screening catches not only investments from third countries but, remarkably, also from EU Member States. The regime will remain in force until 30 June 2023.

Scope of the Decree

The Slovenian FDI screening mechanism anticipates that investments by foreign investors acquiring an interest of at least 10 % must be notified to the Ministry of Economy (the “Ministry”) within 15 days from

  (i) the conclusion of a share purchase agreement or a public takeover bid,
  (ii) the establishment of a corporate entity, or
  (iii) the acquisition of a right to dispose real estates,

when the investment concerns:

   (a) critical infrastructure, whether physical or virtual, including energy, transport, water, health, communications, media, data processing or storage, aerospace, defence, electoral or financial infrastructure, and sensitive facilities, as well as land and real estate crucial for the use of such infrastructure or land and real estate located near such infrastructure;
   (b) critical technologies and dual use items as defined in point 1 of Article 2 of Council Regulation (EC) No 428/2009 (15), including artificial intelligence, robotics, semiconductors, cybersecurity, aerospace, defence, energy storage, quantum and nuclear technologies as well as nanotechnologies and biotechnologies as well as healthcare, medical or pharmaceutical technologies;
   (c) supply of critical inputs, including energy or raw materials, as well as food security, medical and protective equipment;
   (d) access to sensitive information, including personal data, or the ability to control such information;
   (e) the freedom and pluralism of the media;
   (f) projects and programmes in the interest of the EU as listed with Annex 1 of Regulation 2019/452/EU.

The above-listed factors ((a) through (f)) mirror Article 4 (1) of the EU FDI Screening Regulation 2019/452, while being slightly supplemented as highlighted in italics.

A “foreign investor” is defined as a company or organisation domiciled in, or a citizen of, an EU Member State, the EEA or Switzerland, or a third country.

Also in line with the EU FDI Screening Regulation 2019/452, when determining whether a foreign direct investment is likely to affect security or public order, the Ministry will take into account:

   (a)  whether the foreign investor is directly or indirectly controlled by the government, including state bodies or armed forces, of a third country, including through ownership structure or significant funding;
   (b)  whether the foreign investor has already been involved in activities affecting security or public order in a Member State; or
   (c)  whether there is a serious risk that the foreign investor engages in illegal or criminal activities

Procedural provisions and sanctions

Investments subject to the new regime require approval by the Ministry. The application for such approval must be submitted to the Ministry within 15 days from the date of execution of the agreement. A review period of two months is envisaged for all cases.

The law does not anticipate any extensions or stop-the-clock mechanisms in case of an information request. There is also no standstill obligation envisaged. However, in case the transaction is prohibited, the respective contract is deemed to be null and void by law.

A fine of up to EUR 500,000 may be imposed on corporate entities who were obliged to notify as well as representatives of the corporate entities in the amount of up to EUR 10,000.

By Volker Weiss, Partner, and Eva Skufca, Local Partner in cooperation with Schoenherr

CBD products are the latest consumer fad, and demand and supply has significantly increased all over the world. The market for CBD products is projected to keep growing, and according to some estimates, the European CBD market should be worth some EUR 1.5 billion by 2023. Despite such rapid development and expansion, placing CBD products on the Slovenian market remains somewhat of a legal grey area.

CBD (cannabidiol) and THC (tetrahydrocannabinol) are the two best known cannabinoids, i.e.,  chemicals found in the hemp plant (Cannabis sativa L.). Unlike THC, CBD does not cause the typical “high” and/or intoxicating feeling: instead it is usually advertised for its healing properties and therapeutic benefits, making it an appealing additive to food and other consumer products. However, the plant Cannabis sativa L. itself, together with extracts and resins, is considered an illicit drug, the cultivation and sale of which is generally a criminal offence in Slovenia.

That said, there are some exemptions. For instance, since 2017, it has been lawful under certain conditions to cultivate, sell, and/or keep Cannabis sativa L. for medical, veterinary, educational, and/or scientific research purposes. The procedures and conditions for obtaining such licenses are not clearly specified, however, and in practice the Slovenian Ministry of Health has so far only issued a very limited number.

Additionally, Slovenian rules permit the growth of industrial hemp, which comes from Cannabis sativa L. varieties that are listed in the EU’s Common Catalogue of Varieties of Agricultural Plant Species and which have less than a 0.2% concentration of THC. The rules specify that industrial hemp may be grown, among other things, for food and beverage production as well as for extracting substances for cosmetic purposes. However, beyond that, there are no detailed rules that would regulate the conditions under which products containing CBD may be sold to consumers.

Because of these partial exemptions, products made from hemp, including CBD products, had been available on the market. This has recently changed, at least with regard to certain CBD products. A new entry in the EU’s Novel Food Catalogue states that extracts of Cannabis sativa L. and any derived products containing cannabinoids are to be considered “novel foods,” because they were not used for human consumption to a significant degree within the EU before May 15, 1997. “Novel foods” are subject to a safety assessment before they can be placed on the market in the EU as either food or a food ingredient.

Such an assessment is all the more important given that extracts from Cannabis sativa L. may contain up to 1000 times the CBD concentration of that naturally present in industrial hemp and such extracts may be acquired by way of a process that has not yet been confirmed to be safe.

Following these developments and owing to the lack of proper safety assessments, the Slovenian authorities appear to have increased their interventions, demanding that online and physical shops remove certain CBD products from the market.

The situation is different when it comes to cosmetic products containing CBD. Regulation (EC) No. 1223/2009 prohibits the use in cosmetic products of natural and synthetic narcotics, i.e.,  all substances listed in Tables I and II of the Single Convention of Narcotic Drugs (1961). Table I lists cannabis, cannabis resin, and extracts and tinctures of cannabis, meaning that these ingredients are prohibited from use in cosmetic products. According to the Slovenian Ministry of Health, because CBD itself is not listed in the Convention, synthetic CBD and CBD that is not obtained from those parts of the plant listed in Table I may still be used in cosmetic products.

The market for CBD food, beverages, cosmetic, and other products is not clearly regulated in Slovenia, and thus different interpretations and/or practices have developed over time, causing confusion among consumers as well as businesses that are already in this market or are trying to enter with new products. In order to avoid the ambiguity and uncertainty, Slovenia should adopt additional legislation to make the whole area clearer and, most importantly, safer for consumers. After products have reached the market and become freely available to consumers, later interventions by the authorities become harder to enforce.

By Jera Majzelj, Partner, and Lidija Zupancic, Senior Associate, Selih & Partnerji

This Article was originally published in Issue 7.3 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

“Quite a lot, really —it’s like watching a movie on fast forward,” says Schoenherr Attorney at Law Marko Frantar, from Ljubljana, when asked what’s happening in Slovenia during the COVID-19 epidemic. “As elsewhere, we’ve been seeing a level of state intervention that is unprecedented in terms of both range and magnitude of measures adopted — all compressed into a period of two months.”

And he says the sentiment in Slovenia is that steps taken to address the health crisis have been effective. “Social distancing measures – rigorous as they were – have done the job. Only last week, Slovenia became the first EU member state to withdraw its ‘State of Epidemics’ status,” while noting there is lesser unity over the economic policy interventions. Frantar welcomes the “strong focus on construction projects” while noting the controversy over the restricted criteria for NGO participation in the construction permitting stage.

In Slovenia, as everywhere else, lawyers worked primarily from home over the past two months. “Naturally, the logistics are a bit more demanding – but overall the temporary adjustment has been successful.” Still, that doesn’t mean it was ideal. “The legal market is not immune to the epidemic,” he says. “Lawyers will tell you that the dynamics and nature of the work have been a bit different during this time.” Most litigation has been put on hold, and he reports that “the M&A market has also been more quiet than usual, with only the most advanced deals progressing.”

Nevertheless, he and his colleagues stayed busy throughout the crisis, Frantar says. “The crisis has produced a diversified set of legal issues,” he reports, citing various force majeure / non-performance mandates and tensions in the lease market. Unsurprisingly, many of the queries have been labor-law driven – including “very practical do’s and don’ts of returning to work, processing of personal data, and ensuring safe working environment.”

When asked whether most contractual break-downs resulted in compromises and settlements or in the initiation of formal dispute procedures, Frantar says, “to some extent it’s too early to tell as many parties still evaluate their positions.” And certainly some conflicts will prove resistant to negotiation, he says, noting that “I don’t know if there will be a flood of new litigation, but it’s a safe bet that a portion of non-performance disputes will move to court.”

According to him, though “nobody has a crystal ball,” everyone is hopeful that the economy will bounce back soon and the public health status will remain stable. He suggests that, while not all industries will suffer in the meantime, demand for legal services is unlikely to shrink: “We know the legal market does not precisely mimic the economy — if anything, a recession typically comes with a spike in restructurings, litigation, and other countercyclical practices.”

Frantar admits to being happy that, as of May 18th, “the team is back in the office, with business as usual in the physical sense.” According to him, “beyond accelerated digitalization, the crisis will cause all businesses, law firms including, to rethink their opportunities and business models.”

In December 2013 and (for one bank) in 2014, the Bank of Slovenia – the Slovenian central bank –imposed various extraordinary measures on six Slovenian banks. These measures resulted in a comprehensive bail-in and the termination of not only all the shares in each bank but also all subordinated financial instruments issued by them.

The measures were purportedly imposed to maintain financial stability and to comply with the European Commission’s proposed state aid requirements. As a result, more than 100,000 aggrieved investors shared the burden of the banks’ bail-in, losing their investments without receiving any compensation in return.

Unsurprisingly, these disaffected investors initiated numerous lawsuits in the Slovenian Courts. The investors won an important battle in the Constitutional Court, which found that the investors’  constitutional rights to a fair trial and to property had been violated as they had lacked any legal remedy either to dispute the Bank of Slovenia’s decisions or to be fairly compensated for their lost investments.

While the Constitutional Court affirmed that the legal basis for terminating the six banks’ qualified liabilities had been constitutionally sound, it held that existing banking legislation had failed to offer effective judicial protection to affected investors. The Constitutional Court ordered the National Assembly – Slovenia’s legislature – to introduce new legislation to provide adequate judicial relief for expropriated investors, including improved access to information.

The Constitutional Court set a deadline of May 2017 for the legislature to comply. However, the National Assembly passed its revised law only in November 2019 – and, even then, only after the European Court of Human Rights had initiated its own legal action against Slovenia in late 2018.

The new act passed by the National Assembly introduces special procedural rules that offer protection to former investors. Although all former investor in a given bank will have to file individual actions, all actions brought by investors in a particular bank will be combined into one joint action before being served on the defendant – in each case the Bank of Slovenia. This means that there will be only six actions seen by the Court and that in each a joint decision for all the plaintiffs will be issued. The Bank of Slovenia will be obliged to prepare all relevant documentation relating to the bail-in, and to make it accessible to all affected investors via virtual data rooms. Moreover, the new act shifts the burden of proof onto the Bank of Slovenia to demonstrate that it has met the statutory conditions for the bail-in.

The new act has come under criticism from several parties and has still not yet been fully ratified. The Bank of Slovenia, supported by the European Central Bank, has raised loud objections to the law, most notably on the basis that it will make the Bank of Slovenia directly liable for any damages awarded. The Bank of Slovenia also stresses that the new act will not only severely interfere with its financial independence, but will also breach the prohibition on monetary financing. As such, the Bank of Slovenia has filed requests for a review of the new act’s constitutionality and for the temporary suspension of its implementation.

Meanwhile, the aggrieved investors also have issues with the new law. In particular, small investors believe that they will be forced into long and expensive court proceedings, in effect once more denying them practical judicial relief. The judiciary, too, has raised doubts as to whether the act has been sufficiently thought through, on the basis that the legislature did not consider the logistical impact of such massive litigation. There are even pitfalls at an administrative level: the current judicial information system limits the number of plaintiffs for any given case to 9,999, and would thus be unable to handle a case with the more-than-10,000 plaintiffs that are expected in each action.

To summarize, it is still unclear whether the new law will offer assistance along with the prospect of compensation to affected investors, or whether the new law and the various constitutional and civil lawsuits which may arise from it will simply make an already complex legal situation even worse.

By Helena Butolen, Partner, and Tamara Drobnic, Senior Associate, Selih & Partners

This Article was originally published in Issue 7.2 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

ODI Law worked alongside lead counsel Linklaters in advising cryptocurrency software development and research company nCHAIN on its acquisition of CREA, a Slovenia-based software development firm.

ODI’s team included Partner Tine Misic and Senior Associate Primoz Mikolic.

Linklaters’ London-based team was led by Partner Stuart Bedford and Managing Associate Joshua Grabiner.

On 25 March 2020, the Government of Slovenia announced a EUR 2bln rescue package intended to mitigate the adverse and diverse effects of the COVID-19 pandemic. The package primarily seeks to maintain jobs by providing pay check support and tax relief to employers and introducing additional mechanisms to reduce the liquidity shock on businesses.

The package comes on top of the intervention legislation adopted earlier this month and introducing, inter alia, the possibility to apply for a 12-month loan repayment holiday and partial reimbursement of workers’ salary compensation. This legislation is yet to enter into force and will likely be further tweaked by the anti-coronavirus relief package, once legislated (only the basic contours have been made public for now).

For businesses, the package puts forward various supporting schemes. These include:

• Full state coverage of all social security contributions plus additional 20 % co-financing of net salary compensation for:
  • workers instructed by employers to stay at home; and
  • workers who are unable to work due to force majeure (this includes instances of child care / workers unable to get to work)

[NB: It remains to be seen how these measures will be streamlined with the recently adopted intervention act (already) providing for 40 % reimbursement of salary compensation for workers instructed to stay at home (such measures are only available to employers that demonstrate their business was affected by the COVID-19 outbreak).]

• Full state coverage of pension contributions for employees who continue to work during the COVID-19 pandemic
• Immediate state coverage for workers’ sick leave (default regime: first 30 working days of absence are covered by the employer)
• Creation of a guarantee scheme and possibility to purchase claims towards Slovenian companies to alleviate liquidity issues [NB: details on these mechanisms not yet available]
• Suspension of corporate income tax pre-payment
• Reduction of payment deadlines to eight days for all state-funded supplies from the private sector
• Suspension of contractual penalties for delays in deliveries to the public sector

Various other measures are proposed, including temporary grant payments and suspension of social contributions for freelancers / self-employed persons affected by the economic fallout, a one-time solidarity check for pensioners with monthly pensions below EUR 700, and a special rescue package targeting farmers.

By way of a (soft/non-mandatory) recommendation, businesses are encouraged to adopt an incentive mechanism on similar terms as applicable in the public sector (a salary bonus range of 10–200 % depending on exposure to / involvement in combating the pandemic).

The measures – which are pending legislation and (generally) an eight-day waiting period before entry into force – are expected to last until 31 May 2020, but may be extended if circumstances so require. 

By Ursa Usenicnik, Associate, and Marko Frantar, Attorney at Law in cooperation with Schoenherr

“The new Slovenian Prime Minister was elected by the National Assembly on March 13th, just as the crisis was picking up in this part of Europe,” says Uros Cop, Managing Partner at Law Firm Miro Senica and Attorneys, in Ljubljana. “Fairly quickly, the new Prime Minister formed a team of ministers, which was confirmed the following week by the Parliament – we were in luck that this process went smoothly.“

In fact, Cop reports, the previous government had already initiated many important measures to help stem the crisis, which made the work of the new government a bit easier. “The new government made it a priority to mitigate the social and economic impacts of COVID-19 pandemic,” Cop says, “and in the past two weeks has undertaken a lot of effort to protect businesses in these economically difficult times.”

“Slovenia has the fact that it’s a small country going for it,“ Cop continues, noting that the country of 2 million people can “isolate and shut down rather quickly and make quick moves to change directions. Furthermore, Slovene people are quite disciplined and considerate of others, so they self-isolated quickly and effectively. But probably the most important advantage in this situation was that Slovenia still has a very strong public health system which played an enormous role in containing the epidemic and saving lives.“

Still, he notes, although its size may have helped Slovenia get ahead of the crisis early, it may eventually prove to be a bit of a problem later on. “Due to our relative size, we’re mainly an export-oriented economy, contingent on our main export partners – Germany, France, Italy, and the UK – all of which are experiencing major difficulties,” he says. “Until these countries reopen for business, Slovenia is jammed.“

However, with China’s economy slowly getting back on track, Cop reports that the production part of the Slovenian economy may be able to pick up at least a little sooner after the crisis dies down. “Slovenia’s major contributor to production materials is China, and insofar as it keeps its distribution lines open, we can count on our factories reopening quickly after our borders do.“ Also, Cop believes that the country’s banking sector may play a large role in reanimating the economy. “Slovenian banks work closely with domestic clients, so if they get back in play and continue to finance domestic projects, I think that the economy might be on course to get back to its pre-crisis speed.“

For the time being, though Cop reports that both Slovenia’s Government and Parliament are heavily focused on combating the new coronavirus, with all other efforts put on hold. “There isn’t really any new legislation which isn’t related to COVID-19,” he says. “However, as soon as this is all over, as much as it can be, the changes most likely to occur will be those to the election system. The Constitutional Court of the Republic of Slovenia established that 26 years after the adoption of the electoral legislation, the areas of the electoral districts no longer correspond to the criteria outlined in our constitution and gave the legislature a two-year time limit to eliminate the established unconstitutionality. In what direction will the new electoral legislation go is still not clear.” Also, Cop feels it likely that new legislation will rationalize administrative proceedings and bureaucracy in general, stimulate renewable energy investments, upgrade the tax system, and address the need for infrastructural overhauls.

On December 29, 2019, CEE Legal Matters reported that Selih & Partnerji had advised Supernova on its EUR 220 million acquisition of seven shopping malls and five smaller shopping centers from Centrice Real Estate. Johannes Wurzer, Head of Mergers & Acquisitions at Supernova, spoke with us about the deal.

CEELM: Tell us a few words about Supernova and the business case behind the acquisition.

Johannes: Supernova is a leading private real estate company with a buy-and-hold investment strategy focused on high-quality retail properties in Central and Eastern European countries with strong macroeconomic fundamentals. We broadly divide our portfolio properties into single-tenant properties and multi-tenant properties.

As a first-mover in the Slovenian market, we followed the Centrice portfolio closely for many years and are now happy to integrate it within Supernova Group.

CEELM: What would you say was the most complex aspect of the deal, from a legal standpoint?

Johannes: Due to Slovenian law specifics on title acquisition, the establishment of securities and the fact that multiple entities – from seller and buyers to previous and new creditors – were involved in the transaction, negotiating an effective and legally secure escrow mechanism was one of the most challenging legal points of the transaction.

It was especially important that the escrow agreement considered the interest of the new creditors (i.e., the financing banks), otherwise securing the financing would not have been possible. At the same time, the mechanism had to assure that the purchase price was placed to the escrow account and released from it in the shortest time possible due to certain specific requirements of the financing on the sale side and also to assure lower transaction costs. Additionally, it is worth noting that several banks separately provided financing for the deal and thus, different banks had to be commercially and legally aligned.

CEELM: How was the legal work split between your in-house lawyers and your external advisors? Is that in line with your usual practice?

Johannes: The role of our in-house lawyers was reduced to a minimum, and we relied on our experienced external advisors to lead us through all the steps in the process, from first drafts to the execution of a deal. This is our usual practice as we do not have in-house lawyers for each of the markets we are engaged in.

CEELM: How was the deal financed?

Johannes: Part of the acquisition price was financed by equity and financing on the holding level while the majority of the funds were secured by financing from different European banks. In most cases, the transaction advisors at Selih & Partnerji did the heavy lifting on the financing side as well, save for two banks, where the financing documents were under Austrian law and we asked the Dorda law firm for assistance. In respect to those two banks, Selih & Partnerji provided assistance with respect to the Slovenian aspects and the Slovenian security documents.

CEELM: What were your main considerations behind choosing Selih & Partners as your advisors on this deal?

Johannes: We have known Selih & Partners and their RE head partner Blaz Ogorevc for many years, and from other deals. We were impressed by their cooperative approach in dealing with the complexity and scope of the transaction. We checked their track record and capacity in similar transactions and decided to engage their services on this deal. We are very satisfied with that decision, and since then we have built a professional relationship with them. We are convinced that engaging Selih & Partnerji contributed to the successful closing of the deal.